TYRO PAYMENTS LIMITED — Director's Dealing 2021

Feb 4, 2021

APPENDIX 3Y – ROBBIE COOKE

Sydney, 5 February 2021 – Tyro today released an Appendix 3Y relating to a change of Director’s Interest by Robbie Cooke. The Appendix 3Y is attached to this announcement.

For further information, please contact:

Media: Investors: Monica Appleby Giovanni Rizzo Head of Corporate Communications Chief of Investor Relations Ph: +61 466 598 946 Ph: +61 439 775 030 E: mappleby@tyro.com E: grizzo@tyro.com

Pursuant to Listing Rule 15.5, Tyro confirms this document has been authorised for release to the market by its CEO | Managing Director

About Tyro

Tyro is a technology-focused and values-driven company providing Australian businesses with payment solutions and valueadding business banking products. The company provides simple, flexible and reliable payment solutions as a merchant acquirer, along with complementary business banking products.

For the more than 32,000 Australian merchants who chose to partner with Tyro in FY20, the company processed more than $20.1 billion in transaction value. In FY20 the company generated $210.7 million in revenue, originated $60.1 million in loans and held merchant deposits totalling $50.5 million.

Tyro is Australia’s fifth largest merchant acquiring bank by number of terminals in the market, behind the four major banks.

The business was founded in 2003 with a goal of being the most efficient acquirer of electronic payments in Australia. Tyro has a track record of innovation, creating purpose-built solutions and being first to market. This approach saw the company become the first technology company to receive an Australian specialist credit card institution licence in 2005. In 2015 that licence was replaced by the award of an Australian banking licence, making Tyro the first new domestic banking licensee in over a decade.

Payments are at the core of Tyro’s business, using its proprietary core technology platform to enable credit and debit card acquiring. This offering is enhanced by features purpose-designed for those merchants who choose to partner with the company, including Point of Sale systems integrations, least-cost routing (Tap & Save) and alternative payment types such as integrated Alipay. While traditionally focused on in-store payments, Tyro has recently expanded into eCommerce.

Further, Tyro provides value-adding solutions to its partners, such as loans in the form of merchant cash advances and fee-free, interest-bearing merchant transaction accounts.

Tyro has a team of more than 475 people, approximately half of whom are in technology roles.

A 1/155 Clarence St, Sydney NSW 2000 T +61 2 8907 1700 E info@tyro.com W tyro.com ACN 103 575 042 AFSL 471951 (Tyro) is the issuer of its own financial products

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity Tyro Payments Limited ABN 49 103 575 042

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Robert Michael Sean Cooke
Date of last notice	18 December 2020

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	N/A
Date of change	5 February 2021
No. of securities held prior to change	• 491,936 fully paid ordinary shares held directly. • 5,504,530 options to acquire fully paid ordinary shares. • 1,200,000 Liquidity Event Performance Rights to acquire fully paid ordinary shares. • 62,975 performance Service Rights
Class	Performance Rights

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

|Number acquired|167,501 Performance Rights issued to the CEO |
Managing Director after shareholder approval was
granted at the Tyro 2020 AGM on 27 October 2020.
The number of ordinary shares which the Performance
Rights are exercisable into on vesting are determined
by reference to Tyro’s financial performance, as set out
in Tyro’s 2020 Notice of AGM dated 25 September
2020.
The Performance Rights are issued under the Tyro
Team Incentive Plan, in respect of the Long-Term
Incentive for the financial year ending 30 June 2021 as
disclosed in the Appendix 3G released on 5 February
2021.|
|---|---|
|Number disposed|N/A|
|Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation|Issued for no consideration. Consideration does
however include continued employment with the
Company.|
|No. of securities held after change|•
491,936 fully paid ordinary shares held directly.
•
5,504,530 options to acquire fully paid ordinary
shares.
•
1,200,000 Liquidity Event Performance Rights to
acquire fully paid ordinary shares.
•
62,975 performance Service Rights.
•
167,501 Performance Rights.|
|Nature of change
Example: on-market trade, off-market trade, exercise of options,
issue of securities under dividend reinvestment plan, participation in
buy-back|2021 Financial Year Long-Term Incentive granted in
the form of Performance Rights to the CEO | Managing
Director under the Tyro Payments Limited Team
Incentive Plan as approved by Shareholders at the
Tyro AGM on 27 October 2020. Details are provided in
the Appendix 3G released on 5 February 2021.|

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	N/A
Nature of interest	N/A
Name of registered holder (if issued securities)	N/A
Date of change	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	N/A
Interest after change	N/A

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	N/A
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3